CUSIP NO. 583916-10-1 13D Page 13 of 13 pages
AMENDMENT NO. 1
EXHIBIT 7(6)
RIDER TO LLC AGREEMENT
The following text has been added as an exception to the transfer
restrictions set forth in Section 6.3 of the LLC Agreement:
"BIG and its successors and assigns shall have the right to transfer
its interest in the company if such interest is transferred to an
affiliate of BIG or such successor or assign, as the case may be.
For purposes hereof, "affiliate" with respect to BIG shall mean (a)
all lineal descendants of Xxxxxxxx X. Xxxxxxxx, deceased, and all
spouses and adopted children of such descendants; (b) all trusts for
the benefit of any person described in clause (a) and the trustees of
such trusts; (c) all legal representatives of any person or trust
described in clauses (a) or (b); and (d) all partnerships,
corporations, limited liability companies or other entities owned by
or controlling, controlled by or under common control with any
person, trust or other entity described in clauses (a), (b), (c) or
(d). "control" for these purposes shall mean the ability to
influence, direct or otherwise significantly affect the major
policies, activities or actions of any person or entity."